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Software Ownership Agreement

Software Ownership Agreement Template for Ireland

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Key Requirements PROMPT example:

Software Ownership Agreement

"I need a Software Ownership Agreement for transferring ownership of our AI-powered healthcare management software to a large pharmaceutical company, including provisions for ongoing maintenance support for 6 months and protection of patient data processing modules under Irish law."

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Document background
The Software Ownership Agreement is designed for use in Ireland when one party (the transferor) wishes to transfer complete ownership and control of software to another party (the transferee). This document is particularly crucial in scenarios such as company acquisitions, completion of commissioned software development projects, or strategic asset sales. The agreement, governed by Irish law and compliant with EU regulations, covers all aspects of software ownership transfer, including intellectual property rights, source code, documentation, and related assets. It includes comprehensive provisions addressing copyright transfer under the Irish Copyright and Related Rights Act 2000, data protection compliance under GDPR, and relevant EU digital commerce regulations. The document should be used when a permanent and complete transfer of software ownership is intended, rather than for licensing or temporary rights arrangements.
Suggested Sections

1. Parties: Identification of the transferor and transferee, including full legal names and registered addresses

2. Background: Context of the agreement, including brief description of the software and purpose of the ownership transfer

3. Definitions: Definitions of key terms including 'Software', 'Intellectual Property Rights', 'Documentation', 'Source Code', and other relevant terms

4. Transfer of Ownership: Core provisions detailing the transfer of all rights, title, and interest in the software

5. Consideration: Details of the payment or other consideration for the transfer of ownership

6. Delivery and Implementation: Specifications for the delivery of software, source code, and related materials

7. Intellectual Property Rights: Detailed provisions regarding the transfer of IP rights, including copyright, patents, and trade secrets

8. Warranties and Representations: Warranties regarding ownership, non-infringement, and software functionality

9. Confidentiality: Obligations regarding confidential information and trade secrets

10. Liability and Indemnification: Limitations of liability and indemnification provisions

11. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, entire agreement, and amendments

Optional Sections

1. Third Party Components: Required when the software includes third-party components or libraries, detailing licensing obligations and restrictions

2. Transition Services: Include when the transferor will provide support or training during a transition period

3. Employee and Contractor Obligations: Needed when there are specific obligations regarding employees or contractors who developed the software

4. Customer and License Transfers: Required when existing customer relationships or licenses need to be transferred

5. Data Protection: Include when the software processes personal data or when data protection obligations need to be transferred

6. Escrow Arrangements: Optional section for establishing source code escrow arrangements if required by the transferee

7. Future Development Rights: Include when addressing rights or restrictions regarding future development of the software

8. Maintenance and Support: Required when ongoing maintenance or support obligations are part of the agreement

Suggested Schedules

1. Schedule 1 - Software Description: Detailed technical description of the software, including all components, modules, and functionality

2. Schedule 2 - Intellectual Property Registry: List of all registered and unregistered IP rights being transferred

3. Schedule 3 - Documentation: Inventory of all technical documentation, user manuals, and other materials being transferred

4. Schedule 4 - Third Party Licenses: List and copies of all third-party licenses affecting the software

5. Schedule 5 - Known Issues and Limitations: Documentation of known bugs, limitations, or issues with the software

6. Schedule 6 - Technical Requirements: Specification of technical requirements, dependencies, and operating environment

7. Appendix A - Transfer Completion Checklist: Checklist of all items to be delivered and steps to be completed for transfer

8. Appendix B - Acceptance Testing Criteria: Criteria and procedures for verifying successful transfer and implementation

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions














































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Relevant Industries

Information Technology

Software Development

Financial Services

Healthcare Technology

E-commerce

Digital Media

Educational Technology

Manufacturing Technology

Professional Services

Telecommunications

Gaming and Entertainment

Research and Development

Relevant Teams

Legal

Information Technology

Software Development

Intellectual Property

Procurement

Compliance

Corporate Development

Research & Development

Operations

Executive Leadership

Relevant Roles

Chief Technology Officer

Software Development Manager

Legal Counsel

Intellectual Property Lawyer

Software Engineer

IT Director

Chief Information Officer

Procurement Manager

Contracts Manager

Business Development Director

Chief Executive Officer

Chief Legal Officer

Technology Transfer Officer

IP Rights Manager

Software Asset Manager

Industries









Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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